Senior Manager Corporate Governance & Company Secretary

Job Location: Chennai

ROLE SUMMARY

Pfizer Healthcare India Pvt. Ltd. is a wholly owned subsidiary of the Pfizer Group. The entity in India operates out of 2 locations (Vizag & Chennai). The entity has a 100% Export Unit in a SEZ in Vizag, and a R&D Capability Centre in Chennai. The Senior Manager - Corporate Governance & Company Secretary will serve as a Key Managerial Personnel and a trusted advisor to the Board and senior leadership, responsible for ensuring robust corporate governance, legal risk management, statutory compliance, and CSR governance for the India operations of the Company.

The role combines Company Secretarial expertise, hands-on operational legal experience , and end-to-end ownership of the Corporate Social Responsibility (CSR) framework, consistent with expectations in large multinational pharmaceutical companies operating in India

ROLE RESPONSIBILITIES 1. Company Secretarial & Corporate Governance (Primary Accountability)

Act as the Company Secretary under the Companies Act, 2013 and serve as a Key Managerial Personnel (KMP)

Ensure 100% compliance with the Companies Act, SEBI regulations (where applicable), Secretarial Standards, and MCA requirements

Plan, convene, and manage:

Board Meetings

Board Committee Meetings (Audit, CSR, Risk, etc.)

Annual General Meetings (AGM) and Extraordinary General Meetings (EGM)

Draft, review, and maintain:

Notices, agendas, minutes, resolutions

Statutory registers and corporate records

Oversee ROC filings and returns, including:

Annual and event-based filings

Director-related compliances

Share capital, charges, and statutory disclosures

Serve as the primary interface with the Registrar of Companies (ROC), MCA, and other regulatory authorities

Advise the Board on corporate governance best practices, fiduciary duties, and regulatory changes impacting the Company 2. Legal & Compliance Management

Provide operational Legal support for India operations of the Company,

Support commercial litigation management

Support the business on commercial laws pertaining to pharmaceutical industry

Draft, vet, and negotiate commercial contracts, including:

Vendor and service agreements

NDAs

Consulting, distribution, and licensing arrangements

Own and operate the enterprise Compliance Management Tool, ensuring:

Identification of applicable corporate laws

Timely compliance tracking and reporting

Periodic compliance certifications to leadership and the Board

Drive compliance culture across the organisation through training, awareness, and internal controls

3. Corporate Social Responsibility (CSR) Governance & Oversight

Serve as the nodal officer for CSR under Section 135 of the Companies Act, 2013

Support and coordinate the CSR Sub-Committee of the Board, including:

Agenda preparation and minutes

Monitoring implementation and spend

Design, implement, and monitor the CSR Policy, ensuring alignment with:

Schedule VII of the Companies Act

Company values and ESG priorities

Oversee:

Identification and evaluation of CSR projects

Due diligence of implementing NGOs

Tracking of CSR spends and outcomes

Ensure statutory CSR disclosures and reporting, including Boards Report disclosures and MCA filings

Act as the governance and compliance anchor for CSR audits and assessments BASIC QUALIFICATIONS Education:

Qualified Company Secretary and active member of the Institute of Company Secretaries of India (ICSI)

Bachelor of Laws (LLB) from a recognised university

Both qualifications are mandatory Experience:

Minimum 15 years of post-qualification experience in:

Company Secretarial practice

In-house legal and litigation management

Significant experience in:

Multinational companies, preferably pharmaceutical / life sciences / regulated industries

Working with Boards and senior leadership teams

Managing regulators and government authorities

Deep expertise in Companies Act, corporate governance, and regulatory compliance

Strong litigation management and legal risk assessment capabilities

High-quality legal drafting, negotiation, and advisory skills

Strong judgment, integrity, and ability to operate under pressure

Strategic mindset with hands-on execution capability